THIS PINK FORM OF ACCEPTANCE OF THE LUFAX OPTION OFFER IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.
If you are in any doubt as to any aspect of this PINK Form of Acceptance of the Lufax Option Offer or as to the action to be taken, you should consult a licensed securities dealer or registered institution in securities, a bank manager, solicitor, professional accountant or other professional adviser.
Morgan Stanley is making the Lufax Option Offer on behalf of Joint Offerors to cancel all outstanding Lufax Options. The making of the Lufax Option Offer to the Overseas Lufax Optionholders may be subject to the laws of the relevant jurisdictions. The making of the Lufax Option Offer to such Overseas Lufax Optionholders and their acceptances of the Lufax Option Offer may be prohibited or affected by the laws or regulations of the relevant jurisdictions. If you are an Overseas Lufax Optionholder, it is your responsibility to satisfy yourself as to the full observance of the laws and regulations of the relevant jurisdiction in connection therewith, including any requirement for any governmental, exchange control or other consents, any filing and registration requirements, any necessary formalities, any legal or regulatory requirements and any requirement for the payment of cancellation or other taxes payable by you in respect of the acceptance of the Lufax Option Offer in the relevant jurisdiction. Acceptance of the Lufax Option Offer by you will be deemed to constitute a representation and warranty from you to the Joint Offerors, Lufax and Morgan Stanley that all the laws and regulations of the relevant jurisdictions have been complied with and that the Lufax Option Offer can be accepted by you, lawfully under the laws and regulations of the relevant jurisdictions. You should consult your professional advisers if in doubt. The Offeror Group, Lufax and Morgan Stanley or any of their respective beneficial owners, directors, officers, advisers, associates, agents or any other persons involved in the Lufax Option Offer shall be entitled to be fully indemnified and held harmless by you for any taxes they may be required to pay.
This PINK Form of Acceptance of the Lufax Option Offer should be read in conjunction with the Composite Document. The provisions of Appendix I to the Composite Document are incorporated into and form part of this PINK Form of Acceptance of the Lufax Option Offer.
HOW TO COMPLETE THIS PINK FORM OF ACCEPTANCE OF THE LUFAX OPTION OFFER
The Lufax Option Offer is unconditional. To accept the Lufax Option Offer made by Morgan Stanley on behalf of the Joint Offerors, you must deliver this PINK Form of Acceptance of the Lufax Option Offer, together with the relevant option certificate(s) (and/or satisfactory indemnity or indemnities required in respect thereof) (if applicable) you intend to tender, stating the number of Lufax Options in respect of which you intend to accept the Lufax Option Offer, to the HR Department of Lufax by email to PUB_LKGHR@lu.com, marked “Lufax Holding Ltd — Lufax Option Offer” as soon as possible and in any event so as to reach the HR Department of Lufax by not later than 4:00 p.m. on the Closing Date, or such later time(s) and/or date(s) as may be announced by the Joint Offerors in compliance with the Takeovers Code and approved by the Executive.
PINK FORM OF ACCEPTANCE OF THE LUFAX OPTION OFFER AND CANCELLATION OF LUFAX OPTIONS
To: The Joint Offerors and Morgan Stanley
1. | My execution of this PINK Form of Acceptance of the Lufax Option Offer shall be binding on my successors and assignees, and shall constitute: |
| (a) | my irrevocable acceptance of the Lufax Option Offer made by Morgan Stanley on behalf of the Joint Offerors, as contained in the Composite Document, for the consideration and on and subject to the terms and conditions therein and herein mentioned, in respect of the number of Lufax Option(s) specified in this PINK Form of Acceptance of the Lufax Option Offer; |
| (b) | my irrevocable instruction and authority to each of the Joint Offerors, Morgan Stanley and/or their respective agent(s) to make payment to Computershare Hong Kong Investor Services Limited, as my agent, for the cash consideration to which I shall become entitled under the terms of the Lufax Option Offer no later than seven (7) business days after the date of receipt of this completed PINK Form of Acceptance of the Lufax Option Offer together with all the relevant document(s) by the HR Department of Lufax to render the acceptance, surrender and cancellation under the Lufax Option Offer valid, or within two (2) business days of the Closing Date, whichever is earlier; |
| (c) | my undertaking to execute such further documents and to do such acts and things by way of further assurance as may be necessary or desirable to cancel my Lufax Option(s) surrendered for cancellation under the Lufax Option Offer; |
| (d) | my agreement to ratify each and every act or thing which may be done or effected by the Joint Offerors, Lufax and/or Morgan Stanley and/or their respective agent(s) or such person or persons as any of them may direct on the exercise of any of the authorities contained herein; and |